Statement of Changes in Beneficial Ownership (4)
July 17 2014 - 7:27PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
NORDHOFF HENRY L
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2. Issuer Name
and
Ticker or Trading Symbol
MANNKIND CORP
[
MNKD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
28903 NORTH AVE PAINE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
6/27/2014
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(Street)
VALENCIA, CA 91355
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, $0.01 Par Value
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6/27/2014
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A
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25700
(1)
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A
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$0.00
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76945
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option (right to buy)
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$6.85
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6/27/2014
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A
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12700
(2)
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6/27/2014
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5/23/2023
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Common Stock
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12700
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$0.00
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12700
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D
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Stock Option (right to buy)
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$7.76
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6/27/2014
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A
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40000
(3)
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6/27/2014
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5/22/2024
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Common Stock
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40000
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$0.00
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40000
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D
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Stock Option (right to buy)
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$7.76
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6/27/2014
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A
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8600
(3)
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6/27/2014
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5/22/2024
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Common Stock
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8600
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$0.00
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8600
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D
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Explanation of Responses:
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(
1)
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The reporting person was granted multiple restricted stock units that vest in 36 equal monthly installments commencing one month from the date of grant, provided that no vesting shall occur until the achievement of a defined performance miletone, at which time any portion of such award that would have been vested as of such date shall immediately vest. On June 27, 2014, the defined performance milestone was met, at which time the awards vested to date and will continue to vest in equal installments thereafter.
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(
2)
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On May 23, 2013, the reporting person was granted options that vest in 36 equal monthly installments commencing one month from the date of grant, provided that no vesting shall occur until the achievement of a defined performance miletone, at which time any portion of such award that would have been vested as of such date shall immediately vest. On June 27, 2014, the defined performance milestone was met, at which time the awards vested to date and will continue to vest in equal installments thereafter.
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(
3)
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On May 22, 2014, the reporting person was granted options that vest in 36 equal monthly installments commencing one month from the date of grant, provided that no vesting shall occur until the achievement of a defined performance miletone, at which time any portion of such award that would have been vested as of such date shall immediately vest. On June 27, 2014, the defined performance milestone was met, at which time the awards vested to date and will continue to vest in equal installments thereafter.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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NORDHOFF HENRY L
28903 NORTH AVE PAINE
VALENCIA, CA 91355
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X
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Signatures
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/s/ Henry Nordhoff
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7/15/2014
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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